NOTE AND LOAN AND SECURITY
                     AGREEMENT MODIFICATION AGREEMENT NO. 6

         This   Agreement   dated   this  17th  day  of  June,   1997,   between
ENVIRONMENT-ONE  CORPORATION, a New York corporation with its principal place of
business  at P. O. Box 773,  2773  Balltown  Road,  Schenectady,  New York 12301
(hereinafter  called the  "Borrower"),  and FLEET  BANK f/k/a  FLEET BANK OF NEW
YORK,  a bank  organized  and  existing  under the laws of the State of New York
having its principal banking house located at 69 State Street,  Albany, New York
12207 (hereinafter called the "Lender" or the "Bank").

                              W I T N E S S E T H:

         WHEREAS,  the  Borrower  did  execute and deliver to the Lender a Three
Million  and  no/100  Dollar  ($3,000,000.00)  Business  Promissory  Note  dated
December 30, 1992 (hereinafter called the "Note"); and

         WHEREAS, the Note was subject to the terms and conditions in a Loan and
Security  Agreement  also  dated  the 30th day of  December,  1992  between  the
Borrower and the Lender (hereinafter called the "Loan and Security  Agreement");
and

         WHEREAS,  the Note and the Loan and Security Agreement were modified by
the  parties  pursuant  to the terms of a Note and Loan and  Security  Agreement
Modification Agreement by and between the Borrower and the Lender dated the 23rd
day of March, 1994 (the "Modification Agreement"); and

         WHEREAS,  the Note and the Loan and Security Agreement were modified by
the  parties  pursuant  to the terms of a Note and Loan and  Security  Agreement
Modification  Agreement  No. 2 by and between the  Borrower and the Lender dated
the 20th day of March, 1995 (the "Modification Agreement No. 2"); and

         WHEREAS,  the Note and the Loan and Security Agreement were modified by
the  parties  pursuant  to the terms of a Note and Loan and  Security  Agreement
Modification  Agreement  No. 3 by and between the  Borrower and the Lender dated
the 30th day of March, 1995 (the "Modification Agreement No. 3"); and

         WHEREAS,  the Note and the Loan and Security Agreement were modified by
the  parties  pursuant  to the terms of a Note and Loan and  Security  Agreement
Modification  Agreement  No. 4 by and between the  Borrower and the Lender dated
the 18th day of October, 1995 (the "Modification Agreement No. 4"); and

         WHEREAS,  the Note and the Loan and Security Agreement were modified by
the  parties  pursuant  to the terms of a Note and Loan and  Security  Agreement
Modification  Agreement  No. 5 by and between the  Borrower and the Lender dated
the 17th day of June, 1996 (the "Modification Agreement No. 5"); and

         WHEREAS,  the Borrower and the Lender desire to further  modify certain
terms of the Note and the Loan and Security Agreement,  but only pursuant to the
terms and conditions of this Note and Loan and Security  Agreement  Modification
Agreement No. 6.

         NOW, THEREFORE,  in pursuance of said agreement and in consideration of
the mutual  promises,  covenants and agreements  herein contained and other good
and  valuable  consideration,  receipt of which is  acknowledged  by the parties
hereto, the Borrower and the Lender mutually agree and covenant as follows:
<PAGE>
         1. The  interest  rate set forth in the first  paragraph of the Note is
hereby modified as follows:

                  "The Borrower agrees to pay interest on the disbursed,  unpaid
         principal  from the  date  hereof,  computed  on a 360 day  basis,  but
         chargeable  on actual days, at a per annum rate equal to .50% above the
         "Fleet Bank Prime Rate", adjusted as of the date said "Fleet Bank Prime
         Rate" is changed at the  Lender.  The "Fleet  Bank Prime  Rate" is that
         rate announced from time to time by the Lender as a reference point for
         determining  interest  rates  charged  on  certain  loans  and  is  not
         necessarily the lowest rate at which the Lender lends. At the option of
         the  Borrower,  the Borrower  may make a one time  election to choose a
         fixed rate of interest  equal to the thirty  (30) day LIBOR Rate,  plus
         two  hundred  basis  points (the  "LIBOR  Fixed  Rate") to apply to the
         outstanding  principal  balance  due under this Note for the balance of
         the term  hereof.  The LIBOR Rate is a rate per annum equal to the rate
         as  determined  on the basis of the offered rates for deposit in United
         States  dollars  for a period of time  closest to the  maturity  of the
         thirty day interest  period which  appears on the Telerate page 3750 as
         of 11:00  a.m.  London  time as of the day that is three  Banking  Days
         preceding  the first day of the  period  during  which  interest  is to
         accrue at the LIBOR Fixed Rate (hereinafter the "Interest Period").  If
         such rate does not appear on the Telerate  page, the rate for that date
         will be  determined  on the basis of the offered  rates for deposits in
         United States  dollars for a period of time  comparable to the Interest
         Period  which are offered by four major  banks in the London  Interbank
         Market at  approximately  11:00 a.m.  London time as of the day that is
         three Banking Days  preceding  the first day of the Interest  Period in
         question.  The principal London office of each of the four major London
         banks will be  requested  to provide a quotation  of its United  States
         dollar  deposit  offered  rate.  If at least  two such  quotations  are
         provided,  the rate for that  date will be the  arithmetic  mean of the
         quotations. If fewer than two quotations are provided as requested, the
         rate for that date will be  determined on the basis of the rates quoted
         for loans in United  States  dollars  to leading  European  banks for a
         period of time comparable to the Interest Period offered by major banks
         in New York City at  approximately  11:00 a.m. New York City time as of
         the day that is three  Banking  Days  preceding  the  first  day of the
         Interest Period in question.  In the event the Bank is unable to obtain
         any such  quotation as provided  above,  it will be deemed that a LIBOR
         Rate cannot be  determined.  In the event the Board of Governors of the
         Federal  Reserve System shall impose a reserve  percentage with respect
         to  Eurodollar  deposits of the Bank,  then for any period during which
         such reserve  percentage  shall apply, the LIBOR Rate shall be equal to
         the amount determined above divided by an amount equal to up to one (1)
         minus  such  reserve  percentage.  If the  Borrower  elects to have the
         outstanding  principal balance due under this Note bear interest at the
         LIBOR Fixed  Rate,  three days prior to the end of each thirty (30) day
         Interest Period,  interest on this Note shall automatically be repriced
         at the then  thirty day LIBOR  Fixed  Rate,  as such  LIBOR  Fixed Rate
         changes  every thirty days.  At any time that (i) the interest  rate on
         the  Note is the  LIBOR  Fixed  Rate  and  (ii)  the  Bank in its  sole
         discretion   should  determine  that  current  market   conditions  can
         accommodate a prepayment request,  the Borrower shall have the right at
         any time and from time to time to prepay the Note, in whole (but not in
         part),  and the Borrower shall pay to the Bank a yield  maintenance fee
         in an amount computed as follows:
<PAGE>
         The current  rate for United  States  Treasury  securities  (Bills on a
         discounted  basis  shall  be  converted  to a bond  equivalent)  with a
         maturity  date  closest  to the last day of the  Interest  Period as to
         which the  prepayment  is made  shall be  subtracted  from the "cost of
         funds"  component  of the  LIBOR  Fixed  Rate in  effect at the time of
         prepayment.  If the result is zero or a negative number, there shall be
         no yield maintenance fee. If the result is a positive number,  then the
         resulting percentage shall be multiplied by the amount of the principal
         balance being  prepaid.  The resulting  amount will be divided by three
         hundred sixty (360) and  multiplied by the number of days  remaining in
         the Interest  Period as to which the  prepayment  is made.  Said amount
         shall be  reduced  to  present  value  calculated  by using  the  above
         referenced  United States Treasury security rate and the number of days
         remaining in said Interest  Period as to which the  prepayment is made.
         The resulting amount shall be the yield maintenance fee due to the Bank
         upon the  prepayment  of the Loan.  If by reason of an Event of Default
         the Bank elects to declare the Note to be immediately  due and payable,
         than any yield  maintenance  fee with  respect to the Note shall become
         due  and  payable  in the  same  manner  as  though  the  Borrower  had
         voluntarily exercised such right of prepayment.  If an event of default
         should occur under this Note and be  continuing,  interest shall accrue
         hereunder  at the Fleet Bank Prime  Rate plus two and  one-half  of one
         percent until the earlier of (i) the event of default is cured, or (ii)
         this Note has been paid in full."

         2. The minimum "current ratio" financial covenant set forth in Schedule
A (1) to the Loan and Security  Agreement,  as  previously  modified,  is hereby
modified to read in its entirety as follows:

         "(1) The Borrower  must maintain a minimum  "current  ratio" of 1.60 to
         1.00.  For the purposes of this  subparagraph,  minimum  current  ratio
         shall mean the ratio of the Borrower's current assets to the Borrower's
         current  liabilities as would be determined from the fiscal quarter and
         fiscal year end  financial  statements  of the Borrower  referenced  in
         Schedule B hereof."

         3. The  minimum  "working  capital"  financial  covenant  set  forth in
Schedule A (2) to the Loan and Security Agreement,  as previously  modified,  is
hereby modified to read in its entirety as follows:

         "During  the term of the Loan,  the  Borrower  must  maintain a minimum
         working  capital of at least Two  Million  Five  Hundred  Thousand  and
         no/100 Dollars ($2,500,000.00).  For the purposes of this subparagraph,
         working  capital  shall be defined  as the amount by which the  current
         assets of the Borrower exceed the current  liabilities of the Borrower,
         as would be determined from the fiscal year end financial statements of
         the Borrower referenced in Schedule B hereof."

         4. The minimum "net worth" (a/k/a Total Shareholders' Equity) financial
covenant  set forth in  Schedule A (3) to the Loan and  Security  Agreement,  as
previously modified, is hereby modified to read in its entirety as follows:

         "During the term of the Loan,  the Borrower must maintain a minimum net
         worth (a/k/a Total  Shareholders'  Equity) of at least Five Million and
         no/100 Dollars ($5,000,000.00),  as would be shown on the quarterly and
         fiscal year end  financial  statements  of the Borrower  referenced  in
         Schedule  B  hereof.  Beginning  December  31,  1997 and on each of the
         Borrower's  fiscal  year  ends  thereafter  during  the  term  of  this
<PAGE>
         Agreement, the Borrower's aforementioned minimum net worth (a/k/a Total
         Shareholders'   Equity)  requirement  will  increase  by  Five  Hundred
         Thousand and no/100  Dollars  ($500,000.00)  over the  previous  fiscal
         year's net worth.  For the  purposes  of this  subparagraph,  net worth
         (a/k/a  Total  Shareholders'  Equity)  shall  mean,  as of any  date of
         determination  thereof,  the sum of the  following  for the Borrower as
         would be  determined  (without  duplication)  on a balance sheet of the
         Borrower prepared in accordance with GAAP:

                  (i) the amount of common stock, plus

                  (ii) the amount of additional paid-in capital, plus

                  (iii) the amount of surplus and  retained  earnings or, in the
case of a  surplus  or  retained  earnings  deficit,  minus  the  amount of such
deficit, less

                  (iv) the cost of common shares in Treasury."

         5. The minimum "debt service  coverage  ratio"  financial  covenant set
forth in  Schedule  A (5) to the  Loan and  Security  Agreement,  as  previously
modified, is hereby modified to read in its entirety as follows:

         "During the term of the Loan, the Borrower must maintain a minimum debt
         service  coverage  ratio of 1.75 to 1.00.  Debt service  coverage ratio
         shall  be  defined  as the  sum  of the  Borrower's  net  income,  plus
         depreciation,  plus amortization and interest less dividends divided by
         the sum of the  Borrower's  current  maturities  of long term debt plus
         interest  expense,  as would be  determined  from the  fiscal  year end
         financial statements of the Borrower referenced in Schedule B hereof."

         6. The  requirement  that the  Borrower  submit  to the Bank  quarterly
backlog reports is hereby eliminated.

         7. Except as expressly modified hereunder, all the terms and conditions
of the Note, as previously  modified  pursuant to the terms of the  Modification
Agreement,  the Modification  Agreement No. 2, the Modification Agreement No. 3,
the Modification Agreement No. 4 and the Modification Agreement No. 5, remain in
full force and effect,  with the  exception  of the  modifications  set forth in
paragraph  1 above.  All the  terms  and  conditions  of the  Loan and  Security
Agreement,  as  previously  modified  pursuant to the terms of the  Modification
Agreement,  the Modification  Agreement No. 2, the Modification Agreement No. 3,
the  Modification  Agreement No. 4 and the  Modification  Agreement No. 5 and as
modified pursuant to the terms of paragraphs 2 through 6 above shall continue to
apply to the Note as further modified hereunder.

         8. The Borrower  hereby warrants and covenants to the Lender that as of
the  date  of  this  Agreement,  there  are  no  disputes,  offsets,  claims  or
counterclaims  of any kind or nature  whatsoever  under  the Note,  the Loan and
Security Agreement,  the Modification Agreement,  the Modification Agreement No.
2, the  Modification  Agreement  No. 3, the  Modification  Agreement  No. 4, the
Modification  Agreement  No. 5 or any of the  documents  executed in  connection
therewith or herewith or the  obligations  represented  or evidenced  thereby or
hereby.
<PAGE>

                  IN WITNESS WHEREOF, the parties hereto have executed this Note
and Loan and Security Agreement  Modification Agreement No. 6 as of the 17th day
of June, 1997.

FLEET BANK                                     ENVIRONMENT-ONE CORPORATION


By:/s/Kevin P. Harrigan                          By: /s/Stephen V. Ardia
   --------------------                              -------------------
   Kevin P. Harrigan,                          Name: Stephen V. Ardia
   Vice President                             Title: Chairman, President & CEO



                                                By:  /s/Philip W. Welsh
                                                    ------------------
                                              Name: Philip W. Welsh
                                             Title: Treasurer

STATE OF NEW YORK   )
                    ) ss.:
COUNTY OF           )

                  On this 17th day of June, 1997, before me personally  appeared
Stephen V . Ardia, to me known,  who being by me duly sworn,  did depose and say
that he resides at e West Lake  Street,  Skanaeteles,  NY 13152 , that he is the
Chairman,  President  & CEO  of  ENVIRONMENT-ONE  CORPORATION,  the  corporation
described  in and which  executed the above  instrument;  and that he signed his
name thereto by order of the Board of Directors of said corporation.

                                                      /s/Kathleen M. Goble
                                                      --------------------
                                                      Kathleen M. Goble
                                                      Notary Public

STATE OF NEW YORK   )
                    ) ss.:
COUNTY OF           )

                  On this 17th day of June, 1997, before me personally  appeared
Philip W. Welsh,  to me known,  who being by me duly  sworn,  did depose and say
that he resides at 13 Nottingham Way So.,  Clifton Park, NY 12065 that he is the
Treasurer of ENVIRONMENT-ONE CORPORATION, the corporation described in and which
executed the above  instrument;  and that he signed his name thereto by order of
the Board of Directors of said corporation.


                                                      /s/Kathleen M. Goble
                                                      --------------------
                                                      Kathleen M. Goble
                                                      Notary Public

<PAGE>


STATE OF NEW YORK   )
                    ) ss.:
COUNTY OF ALBANY    )

                  On this 21st day of May, 1997,  before me personally  appeared
Kevin P. Harrigan,  to me known,  who being by me duly sworn, did depose and say
that he resides at 201 Autumn Run,  Schenectady,  New York  12309,  that he is a
Vice  President of FLEET BANK, the  corporation  described in and which executed
the above instrument;  and that he signed his name thereto by order of the Board
of Directors of said corporation.


                                                  /s/Oriana J. Farella
                                                  --------------------
                                                  Oriana J. Farella
                                                  Notary Public